-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, S4hcWsZKAS0Ifmxbp5wdswu8QjqZrgd6iVeOmQTeQAPQKmktlsfUVuSFEgdxNlcZ Ht+GLQGphH3POPWiwTN7gA== 0000909654-05-002004.txt : 20051028 0000909654-05-002004.hdr.sgml : 20051028 20051028160334 ACCESSION NUMBER: 0000909654-05-002004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051026 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051028 DATE AS OF CHANGE: 20051028 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BERKSHIRE HILLS BANCORP INC CENTRAL INDEX KEY: 0001108134 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 043510455 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15781 FILM NUMBER: 051163336 BUSINESS ADDRESS: STREET 1: 24 NORTH ST. CITY: PITTSFIELD STATE: MA ZIP: 01201 BUSINESS PHONE: 4134435601 MAIL ADDRESS: STREET 1: 24 NORTH ST CITY: PITTSFIELD STATE: MA ZIP: 01201 8-K 1 berkshire8koct26.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported) October 26, 2005 ---------------- BERKSHIRE HILLS BANCORP, INC. ----------------------------- (Exact name of registrant as specified in its charter) Delaware 0-51584 04-3510455 -------- ------- ---------- (State or other jurisdiction of (Commission (IRS Employer incorporation) File Number) Identification No.) 24 North Street, Pittsfield, Massachusetts 01201 ------------------------------------------ ----- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (413) 443-5601 -------------- Not Applicable -------------- (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 7.01 REGULATION FD DISCLOSURE. ------------------------ On October 26, 2005, Berkshire Hills Bancorp, Inc. (the "Company"), the holding company for Berkshire Bank (the "Bank"), announced that Berkshire Insurance Group, Inc., a wholly-owned subsidiary of the Bank, has acquired the business and assets of each of MacDonald & Johnson, Inc., a full-service property and casualty insurance agency located in East Longmeadow, Massachusetts and Onofrey Insurance and Financial Services, Inc., an agency specializing in life, disability and health insurance products located in Springfield, Massachusetts. A copy of the Company's press release dated October 26, 2005 is attached as Exhibit 99.1 and incorporated herein by reference. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. --------------------------------- (a) Financial Statements of Businesses Acquired: Not applicable (b) Pro Forma Financial Information: Not applicable (c) Exhibits Number Description ------ ----------- 99.1 Press Release Dated October 26, 2005 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. BERKSHIRE HILLS BANCORP, INC. Dated: October 26, 2005 By:/s/ Gerald A. Denmark ----------------------------------------- Gerald A. Denmark Senior Vice President and General Counsel EX-99.1 2 berkshireexb99oct26.txt FOR IMMEDIATE RELEASE BERKSHIRE BANK COMPLETES PURCHASE OF TWO PIONEER VALLEY INSURANCE AGENCIES MACDONALD & JOHNSON AND ONOFREY INSURANCE AND FINANCIAL SERVICES JOIN BERKSHIRE INSURANCE GROUP, INC. PITTSFIELD, MA, October 26, 2005 - Berkshire Hills Bancorp, Inc. (the "Company"), (NASDAQ-BHLB), the holding company for Berkshire Bank (the "Bank"), announced today that Berkshire Insurance Group, Inc., a wholly-owned subsidiary of the Bank, has acquired the business and assets of each of MacDonald & Johnson, Inc., a full-service property and casualty insurance agency located in East Longmeadow, Massachusetts and Onofrey Insurance and Financial Services, Inc., an agency specializing in life, disability and health insurance products located in Springfield, Massachusetts. Berkshire Insurance Group, Inc. has offices at 138 Longmeadow Street, Longmeadow, Massachusetts and 136 Elm Street, Westfield, Massachusetts. Clients of both the MacDonald & Johnson and Onofrey agencies will be served by Berkshire Insurance Group's Longmeadow office, which can be reached at (413) 739-5803. Frank Lombard, owner of MacDonald & Johnson, and Richard E. Onofrey, Jr., CLU, ChFC, CFP(R), owner of Onofrey Insurance, and members of their respective staffs will immediately relocate to that office. Commenting on these two transactions, Michael P. Daly, President and Chief Executive Officer of the Company and the Bank said, "The joining of the MacDonald & Johnson and Onofrey agencies with Berkshire Insurance Group, firmly establishes Berkshire Insurance Group as the premier insurance provider in the Pioneer Valley and all of Western Massachusetts. We welcome the clients of both agencies, as well as Frank, Rick and their valued employees, and know that their clients will be pleased with our wide-range of products and expert service, as well as knowing that Frank and Rick will continue to be available to them. These acquisitions further Berkshire Bank's goal of providing our clients with a complete range of sophisticated investment, insurance, wealth management and other financial products and services as part of our Trusted SolutionsSM brand of super-community banking." Berkshire Hills Bancorp, Inc. is the holding company for Berkshire Bank. Established in 1846, Berkshire Bank is one of Massachusetts' oldest and largest independent banks and is the largest banking institution based in Western Massachusetts. The Bank is headquartered in Pittsfield, Massachusetts with branch offices serving communities throughout Western Massachusetts and Northeastern New York and a representative office in New York. The Bank is committed to continuing to operate as an independent super community bank, delivering exceptional customer service and a broad array of competitively priced retail and commercial products to its customers. Statements contained in this news release contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the beliefs and expectations of management, as well as the assumptions made using information currently available to management. Since these statements reflect the views of management concerning future events, these statements involve risks, uncertainties and assumptions. These risks and uncertainties include, among others: changes in market interest rates and general and regional economic conditions; changes in government regulations; changes in accounting principles; and the quality or composition of the loan and investment portfolios and other factors that may be described in the Company's quarterly reports on Form 10-Q for the quarters ended March 31, June 30, September 30, and in its annual report on Form 10-K, each filed with the Securities and Exchange Commission, which are available at the Securities and Exchange Commission's Internet Web site (WWW.SEC.GOV) and to which reference ----------- is hereby made. Therefore, actual future results may differ significantly from results discussed in these forward-looking statements. # # # Media contact: Michael P. Daly President and Chief Executive Officer Berkshire Hills Bancorp, Inc. (413) 236-3194 -----END PRIVACY-ENHANCED MESSAGE-----